0000830122-17-000092.txt : 20170808 0000830122-17-000092.hdr.sgml : 20170808 20170808185015 ACCESSION NUMBER: 0000830122-17-000092 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170804 FILED AS OF DATE: 20170808 DATE AS OF CHANGE: 20170808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PICO HOLDINGS INC /NEW CENTRAL INDEX KEY: 0000830122 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36001 FILM NUMBER: 171016059 BUSINESS ADDRESS: STREET 1: 7979 IVANHOE AVENUE STREET 2: STE 300 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 6194566022 MAIL ADDRESS: STREET 1: 7979 IVANHOE AVENUE STREET 2: STE 300 CITY: LA JOLLA STATE: CA ZIP: 92037 FORMER NAME: FORMER CONFORMED NAME: CITATION INSURANCE GROUP DATE OF NAME CHANGE: 19940527 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UCP, Inc. CENTRAL INDEX KEY: 0001572684 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 900978085 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 99 ALMADEN BOULEVARD STREET 2: SUITE 400 CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 408-207-9499 MAIL ADDRESS: STREET 1: 99 ALMADEN BOULEVARD STREET 2: SUITE 400 CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: UCP, LLC DATE OF NAME CHANGE: 20130321 4 1 wf-form4_150223260112668.xml FORM 4 X0306 4 2017-08-04 0 0001572684 UCP, Inc. UCP 0000830122 PICO HOLDINGS INC /NEW 7979 IVANHOE AVENUE STE 300 LA JOLLA CA 92037 0 0 1 0 Class A Common Stock 2017-08-04 4 M 0 10401722 A 10401722 D Class A Common Stock 2017-08-04 4 D 0 10401722 D 0 D Series A Units of UCP, LLC 2017-08-04 4 M 0 10593000 D Class A Common Stock 10593000.0 0 D On July 23, 2013, PICO Holdings, Inc. ("PICO") entered into an Exchange Agreement with the Issuer, pursuant to which PICO could exchange, at PICO's election, all or any portion of the Series A Units of UCP, LLC held by PICO for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends, reclassifications and repurchases by the Issuer of Class A Common Stock. This exchange right could be exercised multiple times and had no expiration date. On April 10, 2017, PICO entered into an Agreement to Exchange with the Issuer pursuant to which PICO agreed to exchange all of its Series A Units of UCP, LLC for Class A Common Stock of the Issuer immediately prior to, and remaining subject to the consummation of, the merger of the Issuer and Century Communities, Inc. Disposed of pursuant to merger agreement between Issuer and Century Communities, Inc. in exchange for 2,401,757 shares of Century Communities, Inc. common stock and $55,337,159 in cash. PICO Holdings, Inc. by Maxim C.W. Webb, Chief Executive Officer 2017-08-08